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(vi) The Authority, Trustee and Auction Agent shall have no liability in the event that there are not Sufficient Clearing Bids from time to time pursuant to the Auction Procedures. (e) Based on the result of each Auction, the Auction Agent shall determine the aggregate principal amount of ARS to be purchased and the aggregate principal amount of ARS to be sold by Potential Holders and Existing Holders on whose behalf each Broker-Dealer submitted Bids or Sell Orders and, with respect to each Broker-Dealer, to the extent that such aggregate principal amount of ARS to be sold differs from such aggregate principal amount of ARS to be purchased, determine to which other Broker-Dealer or Broker Dealers acting for one or more purchasers such Broker-Dealer shall deliver, or from which other Broker-Dealer or Broker-Dealers acting for one or more sellers such Broker-Dealer shall receive, as the case may be, ARS. (1) The Authority may not submit an Order in any Auction, or purchase, call for redemption or otherwise acquire ARS or IRS unless it purchases, calls for redemption or otherwise acquires (i) Regular Fixed AIRS or Newly Fixed AIRS or (ii) an equal aggregate principal amount of ARS and IRS on the day of any purchase, redemption or other acquisition. (g) Any calculation by the Auction Agent (or the Trustee, if applicable) of the Applicable ARS Rate, the Service Charge Rate, the Applicable IRS Rate, the Fixed Rate, the "AA" Composite Commercial Paper Rate, the Maximum Rate, the Minimum Rate and the Non- Payment Rate shall, in the absence of manifest error, be binding on all Beneficial Owners and all other parties. Section 3. Settlement Procedures. (a) Not later than 3:00 p.m., New York City time, on each Auction Date, the Auction Agent shall notify by telephone each Broker-Dealer that participated in the Auction held on such Auction Date and submitted an Order on behalf of an Existing Holder or Potential Holder of: (i) the Auction Rate fixed for the next Auction Period; (ii) whether there were Sufficient Clearing Bids in such Auction; (iii) if such Broker-Dealer (a "Seller's Broker-Dealer") submitted a Bid or a Sell Order on behalf of an Existing Holder, whether such Bid or Sell Order was accepted or rejected, in whole or in part, and the principal amount of ARS, if any, to be sold by such Existing Holder; (iv) if such Broker-Dealer (a "Buyer's Broker-Dealer") submitted a Bid on behalf of a Potential Holder, whether such Bid was accepted or rejected, in whole or in part, and the principal amount of ARS, if any, to be purchased by such Potential Holder; (v) if the aggregate amount of ARS to be sold by all Existing Holders on whose behalf such Broker-Dealer submitted a Bid or a Sell Order exceeds the aggregate principal amount of ARS to be purchased by all Potential Holders on whose behalf such LA1-69756.2 C-9